Looking Out
by Firestorm Studios
Summary: After Halo 2. The Spartan III Gamma Team, fresh from Onyx, defend a barren position on Earth. They are far outnumbered by Covenant warriors. Fred-104 is determined to hold the plateau, but at what cost? COMPLETED!
1. Over The Wasteland

This is my first Halo Fanfiction! It is a threeshot (three chapters only). I've tried to make this a darker Halo (even though Halo is already dark) and it involves the Fred-104, a SPARTAN-II, interacting with the SPARTAN-IIIs. This story takes place in an alternate time during Ghosts of Onyx - with Gamma Team, who left Onyx before the Sentinels attacked. Enjoy the story!

Halo – Looking Out

The 3 quick shots of the BR55 Battle Rifle rang out across the desolate, barren wasteland. The loud, distinctive warble of the Covenant 'Elite' rang out, and was accompanied by the said Elite collapsing, lifeless. The warrior that stood there, no older than twelve, towered over the bullet-riddled, bloody corpse of the alien. Two more of the small fighters walked out of the dust, carrying different rifles. They saw a shadow approaching. The girl to the left zoomed in with her SRS99C-S2AM Sniper Rifle and shot a clean shot right through the vulnerable worms which made up the Hunter's neck. A roar of pain from it's partner, and the second hunter charged right at the three, ignoring it's Fuel Rod Gun and simply attempting to ram them. The last of the armoured youth fired his M90 Tactical Shotgun. One shot. The hunter skidded across the ground, and the warrior nimbly jumped over the body as it skidded under him.

A new line of the aliens assembled, all of them Grunts. When they charged, the 3 realized it was more like 10 lines of charging grunts. The middle youth raised his hand, and a hundred more armoured children ran up behind the 3 and began firing whatever weapon they had into the crowd of Grunts. The tiny, dog-like beasts dropped like flies, crumpling under the bullets. Now it was the SPARTAN-III's turn to charge. They ran, screaming with breaking voices, due to rapidly induced puberty. The remaining Grunts were shot or trampled as they tried to flee. Suddenly, one of the Spartans fell, and the group looked up at the marksman – another Elite, holding a Particle Beam Rifle.

Up on the cliff, the sniper took aim again, his other 2 comrades watching intently. The middle elite, a golden-adorned 'Zealot' commander, heard a gasp, and one of his Elites fell off the cliff. Standing in its place was the demon himself, clad in worn out MJOLNIR Mk. VI armour. The SPARTAN-II threw the energy sword he carried at the sniper Elite, the searing hot blade digging into it and making stagger off the cliff. The Zealot was quick to respond, pulling out it's Energy Sword. SPARTAN-104, Fred, leant back to avoid the swing, pulled out a fully loaded MA6B Assault Rifle and pumped the alien with bullets. The fell to the ground, clutching his chest, and Fred kicked him over the cliff. The alien prepared to leave the mortal world as the ground rushed up to meet him.

Down on the ground, the SPARTAN-IIIs had engaged in free combat with a group of Elites. One or two of the young Spartans lay dead. Just more Spartans MIA. The ringleader of the SPARTAN-IIIs, G176 – Kretowicz, fired his Assault Rifle into the belly of an Elite. As it dropped, he stopped to reload. An Elite approached, adorned in some sort of red and gold armour and a ornately-shaped helmet hefted a spear of some sort. Kretowicz bent down and picked up an Energy Sword from an Elite corpse. Only then did Kretowicz notice that this intimidating Elite was a decoy. There was another behind him, about to bash him with it's Plasma Rifle – but it suddenly was enveloped in flames. Kretowicz jumped away from it, and saw the assailant – G713, Peggy. Peggy reloaded his M19 SSM Rocket Launcher.

"That was SO good marksmanship!" Peggy roared, doing a jump forward roll, pulling out his Magnum pistol, and placing a lead bullet in an Elite's brain. Kretowicz charged the Elite Honour Guard, plunging his sword into it's face. The Honour Guard staggered back, and fell on Kretowicz. The last thing Kretowicz thought he would see was that spear, guided by lifeless hands, moving in seemingly slow motion towards his face.

He opened fearful eyes, and saw the spear dangling menacingly in front of his face. Gripping the spear was a SPARTAN-II. "You alright kid?" He asked. A Hunter charged from behind, and he stabbed right through it's armour. Michael jumped to his feet, pulled out his Sniper Rifle, and ended the Hunter's life with a crack. Eleanor, the girl with the Sniper Rifle, shot down 3 Elites that were traveling in a straight line in just one shot. Benjamin, the boy with the Shotgun, shot down a Hunter with a spray of bullets, followed by a well placed strike to the Hunter's stomach.

After another group of about 20 Covenant fell, the remainders began to fall back. The Spartans drove them back, many of them over a cliff, while others managed to run towards their camp. About 6 Spartans carrying Sniper Rifles ran to the front of the pack, shooting down many of the retreating remnants. However, those remnants were running towards their camp – a completely destroyed Covenant Capital Ship, with some 5000 Covenant inside. As the last 10 or so of the remnants escaped into their camp, something rose. The air was suddenly peppered with shots from Wraith artillery tanks and Fuel Rod Guns alike. The plasma arced up into the air. The Spartans stood, gobsmacked, until Fred ran up.

"Take cover!" He barked, and the Spartans all took cover behind what boulders they could find. Crashes and sizzling were heard, and flashes of green and boiling plasma blue. Intense heat washed over them, as the rocks burned, whatever feeble resistance they gave simply burning.

When, at last, the green and blue flames faded, the Spartan stood from their positions and charred rock. Two Spartan lay dead, one of them nothing but a few fragments of armour. The Spartans ran to their camp, preparing for another sleepless night on their ugly rocky plateau.

To Be Continued…

What did you think? Fred will have a bigger role in the next chapter. Please read and review!


	2. Purge The Enemies!

Hey everyone! Thanks for the positive response to chapter 1 and sorry about the absolutely massive wait, but my computer had to go into repairs – so enjoy Chapter 2/3! For the record, yes, the movie 300 is awesome and half inspired me to write this. But don't let that make you think this is 300 in the year 2552.

Looking Out – Chapter 2

Fred-104 looked out across the barren plateau, staring at the cold purple lights where the Covenant had made camp – their half-destroyed yet habitable ship. Behind him, many of the Spartan-IIIs were asleep. The awake ones leaned against rocks, their rampant thoughts their only company. Suddenly, across the wasteland, the Covenant camp blanked out and became deadly quiet, making Fred pull up a Sniper Rifle and zoom in, trying to see what was happening. He called a Spartan-III up to him, and whispered, "Wake the others. Whatever they're doing, it's not turning in for the night."

Some woke easily, others took a few more shakes, but none complained. Fred immediately sent out a group of Spartans to scout the surrounding area. For an hour or so all was quiet on the plasma-washed land, then a crackle over the radio – "Covenant! Elites! Honour Guards, and Hunters too – ambushed us! Need reinforcements –" the radio cut out.

Fred quickly rallied the Spartan-IIIs, and chose about 50 of them. "Let's move."

They traveled in complete silence, covering each other and always keeping eyes on their motion sensors. A shuffle in the stones to the left, and the clicks of rifles and armour turning in it's direction sounded out. A single Grunt ran out, and the crack of a bullet quickly made the Grunt drop with a yelp, blue blood oozing from it's head. For a moment, the Spartans stood in uneasy silence, until a single reverberating, horrifying plasma shot rang out, sounding like an explosion in the noiseless wasteland. A pause, and Eleanor dropped dead, the back of her armour and her back sizzled away. Fred trailed the shot's trajectory and saw a Jackal, standing over a boulder with a Particle Beam Rifle.

Covenant came pouring out of every possible crevice – all around them. The Spartans shot what they could, but more aliens kept coming. "Regroup!" Fred yelled, and the Spartan-IIIs ran to him, taking cover in a ring of stones, plasma sizzling on the rocks and over their heads.

Fred said to them, "We need to get them away from our main group , up North-East. So we're gonna fight as a single impenetrable unit and break to the South-East."

A Spartan-III cried out, "Are you kidding? That's their base! 5000 Enemies there! We cannot win!"

Fred placed his hand the Spartan-III's shoulder. "Don't worry. I don't pick battles I can't win. Follow me." The Spartans ran out of their cover at full speed. A pair of Hunters loomed ahead, intent on killing them.

"I've got it!" Peggy yelled, charging at them with his rocket launcher. He jumped, took aim, and…

Click.

Nothing came out of his rocket launcher. He fell to the ground, and a hunter swung it's shield – hitting Peggy to the ground, bleeding at the mouth. He pulled out his pistol and from his lying down position shot the Hunter in the neck, killing it.

It's partner roared in misery at the loss of it's brother, and plunged his shield right into Peggy's stomach, Peggy coughed, his eyes widened with realization. "I did well, didn't I…?" He asked, and became limp, dead.

Kretowicz swallowed back tears and kept running. In front of him, a Plasma Turret burned its way through the rocks. Kretowicz jumped onto the turret, grabbed the flabbergasted Grunt by its head, threw it to the ground, and stomped on it three or four times. "Come on!" Benjamin yelled, "Redmond! Give us cover fire!" Redmond nodded, turned and fired some shots, but a barrage of blue and green ate away at his suit, and he fell, another death.

Benjamin pulled Kretowicz up, and they kept running. Ahead, the other Spartans had already broken through the Covenant line. Benjamin and Kretowicz were last through. As they passed and the Plasma around them faded and stopped, he heard a Covenant yell out. He couldn't understand it, but he knew it meant regroup.

Sure enough, the Covenant came running up behind them, soon catching up with the Spartans. Then a series of yells and shots – a complete rabble, much unlike the Spartans' fighting. A group of Marines ran in, shooting at the now-surrounded Covenant force. The dust kicked up around them, and a Pelican dropship loomed overhead. It fired its high velocity chin guns, tearing the aliens organ to organ. After some firing from the Marines and Spartans, and Covenant were no more than a pile of corpses, blood, and bullet-peppered weapons. A marine stepped forward. "Sergeant Froli Katzinksky, Marines."

Master Chief greeted them. "Fred-104, SPARTAN-II." Many of the marines behind whistled in amazement. All of these were honest to God Spartans, Leonidas' warriors in gleaming armour.

"Silence!" Froli hissed to his men. "The UNSC is currently trying to re-claim most of this area. We had no idea that you Spartans were fighting here."

Fred, at least a foot taller than the man, stepped toward him. "We've been fighting here for 8 days. No retreat, barely any losses, all victories. And tomorrow is going to be the last day of this fight. Tomorrow we blow up their ship, and with it every Covenant in this place!"

"We'll destroy them, because we are SPARTANS!" A Spartan-III yelled out, and the rest of them cheered in agreement.

Fred rounded on them. "No. You are not Spartans! Myself, my brothers, my sisters – THEY were Spartans, and they all died for this planet! Were it not for their sacrifice, this wouldn't be here to defend. So summon up the other soldiers you call Spartans, because we need to destroy the Covenant now, so that our Marine friends can finish the area."

The Spartan-IIIs remained totally silent. "Go." Fred said.

And so it was. As the grey, dull light of dawn mixed with the electric plasma blue that had plagued humanity for years rose over the horizon, the remaining 250 or so Spartan-IIIs joined them. They looked out once, again, over the plain, toward their gleaming destiny. What they didn't know was that since, every Covenant force that had been split had gone there. There now 17000 Covenant there. And those Spartans were going to kill them all.


	3. A United Stand

Here it is – the final part of Halo: Looking Out!

Looking Out

Chapter 3 – A United Stand

The Spartans dashed forward, firing as they went. Brutes poured out from all directions, their numbers only increasing as they approached. Grenades, launched from Brute Shots, and mysterious yellow spikes, launched from a weapon the humans hadn't seen before, peppered the landscape, exploding all around them. Suddenly they heard the whine of plasma weapons ahead. Fred pulled out a stolen Beam Rifle, took up position, and aimed forward, zooming in to just what was happening.

A group of Elites were combating Brutes – an Elite slashed down a Brute Minor, and another peppered down a Chieftain with dual Plasma Rifles. One Elite was beat to death as a Brute pinned it down, and punched it continuously in the face. Another Elite ripped a Jiralhanae's armoured chest opened, and drove it's Energy Sword right through it.

"Alright…" The SPARTAN-II said. "The Elites and the Brutes are fighting. Who are we siding with?"

A chorus of responses came up from the SPARTAN-III team. Fred-104 held up a hand for silence. "I'll check FLEETCOM for answers." He said, and turned on his radio.

The UNSCDF radio was in a complete shambles. Distorted transmissions flew about. "This is SPARTAN-104. I need immediate verification. Over."

Crackling just went across the comm Channel until Admiral Hood's voice came on. "Fred-104? You and the Spartan-III's still alive down there?" He asked.

"Yes Sir. I need immediate confirmation. The Brutes and the Elites are engaging in combat, do we engage Brutes, Elites, or both?" He asked, reloading his Assault Rifle while talking.

"Engage Brutes. The Brutes betrayed the Elites, and we managed to strike a truce with them before it became a war on two fronts." Hood explained.

"Roger that, Sir. Good luck. Out." John terminated the comm, and looked back toward his group. "Froli, you and your Marines get in your Pelican and get me some evac forces. Tell them to wait 45 minutes."

Sergeant Froli Katzinksky nodded, and gestured for his marines to follow him. The Pelican took off, leaving the 250 Spartans behind.

"We're going to pick a target and engage at will. Remember, Elites are friendly units! Benjamin, you lead the charge." Master Chief said, throwing Benjamin a BR55 Battle Rifle.

"And you, Kretowicz – I have a special mission for you." John said, handing Kretowicz a duffel bag.

--

"Fall back!" A Sangheili commander, Njes 'Kopotee, roared, The Jiralhanae regrouped, and their Minors fired Spikers at them, knocking down a great number of the Sangheili's ranks. Some brave Sangheili lunged with their Energy Sword, causing the fall of many Jiralhanae. Suddenly, an Unggoy jumped at him barking and grunting, trying to strangle the Elite commander. Kopotee swiped it down with a quick swipe from his Plasma Rifle. He didn't realize it was only a diversion until the Jiralhanae was upon him, flailing it's massive Gravity Hammer.

The Jiralhanae suddenly dropped, it's head pierced by a line of white smoke. Large explosives racked the scene around them as Unggoy, Jiralhanae and Kig-Yar began to be picked off. Green blurs sped in between the Covenant force, firing their rifles and bashing the beasts senseless. Kopotee staggered back to his feet and regained himself, then shouted, "All warriors! Find your prey, and fight! The Spartans are here!" The Sangheili cheered, and dashed out to meet their Brute foes in combat.

--

The combined group of Spartans and Sangheili trudged toward the downed Covenant ship, well aware that there would heavy existence inside. Fred-104 was talking with Kopotee, who knew perfect English. Maybe all the Sangheili commanders were instructed to learn the language of their enemies. They were discussing how best to destroy the ship, and all the Covenant Loyalists inside. Word had gone out that they had received a notice about some cache of Forerunner technology on planet Onyx, and that Fred's assistance would be needed there soon. The two commanders, through all argument, seemed to reach an agreement about the plans and the two factions trudged the rest of the walk in silence.

Ten minutes later, the 250 SPARTAN-III's were slipping, single-file, through a crack in the ship's hull, Their armour clinking and clattering along with their weapons. It was their job to place a ground-based HAVOK nuclear missile inside the ship's engineering room whilst the Elites took over the bridge and attracted Brute attention. Of course, it was very difficult to maintain stealth while there were 250 of them, and so many times along the way an enemy or two had to be silenced.

Meanwhile, the Sangheili burst into the bridge area, right in the core of the ship. It was a large room, with plenty of room. The Jiralhanae inside immediately saw the intruders and began firing at the intruders with their crude weapons. Spikes and grenades bounced off the walls of the strange purple alloy, and Sangheili rushed in, regardless of the danger, like an unstoppable tidal wave of plasma, armour and flesh. With malicious revenge they tore through their adversaries, paying for the blood of their brothers with the blood of their enemies.

Kopotee himself went into a rage, personally wielding his Energy Sword with such mastery that it sliced through the Brute Chieftain's Gravity Hammer, and easily brought down the animal. As the Sangheili silenced their enemies and rushed into the control room in droves, all eager for kills, Kopotee roared. A roar of pride, vengeance and utter strength. His Energy Sword seemed to burn and flare in his hand, pulsating its strength in time to his beastly fury. Around them the Sangheili snarled and shouted in victory and combat, slaying all the enemies where they stood. Even those who surrendered had no mercy, as the warriors cut them down without remorse. "COWARDS!" They screamed, as the very few wounded survivors fled to find reinforcements.

--

Kretowicz shoved a new cache of the armour-piercing bullets into his S2AM Sniper Rifle, pulled the safety release and zoomed in again. He quickly judged wind and distance, and then fired – smirking in satisfaction as another Brute hit the ship's hull, its brains a mess over the purple metal. It was Kretowicz who held the detonator for the bomb, and as he sat high atop a tower easily 500 metres above the ground, his job until Fred gave him the signal was to snipe at reinforcements and to alert the Spartans if anything else approached the ship. Nothing had, and Kretowicz was getting bored. As soon as the Sangheili and Spartans were out, he was fire a Plasma Pistol at the detonator, and the heat would send a signal for the bomb to detonate.

He received a telecommunication. "This is the UNSC _Reunion_. We are warning the SPARTAN-III's in the region below that there is a Covenant warship inbound, and it will dispatch its shields to unload troops. Good luck, people."

Kretowicz took the message in, began thinking, and satisfied himself by taking another Brute's life with his rifle.

--

The Spartans ran through the ship, and opened a patch to Kopotee. "Bomb planted! We're calling in Froli to evacuate! How far out are you guys?" Fred yelled, as the SPARTAN-III's ran forward, gunning down the Covenant Loyalists in their path.

"We have called Vadumee!" Kopotee replied. "We will join up with you in ten minutes, and that will give us fifteen minutes to leave before extraction arrives!" Fred nodded, and turned around, firing his MA5C Assault Rifle into a group of Drones that were annoying them all.

"Okay! Go go go!" He shouted, commanding his troop forward in a frenzy of action. They all burst through the hallways, gunning down Grunts easily. Against a force of 250 SPARTAN-III's and one SPARTAN-II, the Covenant they met had no chance. Finally, they came to a room with many pillars inside – it seemed to be some sort of ceremonial place of worship. There was a shimmer, and suddenly a SPARTAN-III dropped dead.

"Stalkers!" Fred yelled out, and instantly the Spartans scattered. By pure luck, one of the running youths bumped into a Brute's body, and the Spartans around him quickly swathed the concealed opponent in gunfire. What followed was a silenced but tense scene where occasionally a simmer would be sighted or a weapon seen, and that Brute would die. But a Spartan would let his guard down, walk around unprotected, and be swiftly and deftly killed.

Suddenly the doors to the room opened, and Kopotee yelled, "DUCK!" he threw a plasma grenade into the room, and it exploded in mid air. Fragments and plasma flew through the air, exposing the shimmering shield of all the touched. The SPARTAN-III's had no shields, and so they immediately and quickly destroyed the Brute Stalkers with their various weapons. The beasts had been defeated! The young Spartans cheered, and Fred held up a hand.

"Spartans… I would like to say that I am sorry. I am truly sorry for the way I treated you. You aren't SPARTAN-II's, but you ARE Spartans. I'm sorry I didn't acknowledge you earlier. But now, I see you for who you are. Brave boys and girls, doing everything you can avenge your lost families and protect humanity – exactly as we did! You are Spartans, and now, with this in mind, let us end this battle!" Fred-104 declared calmly, aggressively readying his Assault Rifle as he said the last part.

He was met with a cacophony of cheers, yells, and shouts, of praise and happiness, There was a great clattering of armour and weapons as the Sangheili entered, ready to go, and the SPARTAN-III's readied themselves.

The combined force, 500 strong, successfully stormed out of the ship, only to confront a final battle with the Brutes there. Two Chieftains awaited them. Fred and Kopotee readied themselves for this battle, whilst the Elites and Spartans engaged the other troops in the deadly dance of combat, amidst the gunfire, plasma burns and explosions around them. Overhead, a Covenant Warship swooped, about 2 kilometres above Kretowicz's head. It ground to a halt only 3 kilometres up and one kilometere away from the downed ship. He could see it drop its shields as the grav lifts thrummed into action.

Kopotee engaged one of the Brute Chieftains, his hammer colliding with the ground. The force sent Kopotee flying, but he dug his Energy Sword into the ground and swung himself, launching back at the Jiralhanae with a flying kick. He collided with the beast and knocked it over with his forced, but it grabbed his leg and flung him onto the ground also. The Brute stood up and stepped on Kopotee's inactive Energy Sword, the handle crumpling and severing at the weight of the beast. The Brute took a final swing, this time at Kopotee's head, which he ducked under. The Sangheili Commander, with a deft swipe, grabbed a Mauler off the Brute's belt. He thrust the shotgun-pistol into the Jiralhanae's face and fired it, smashing off the decorative Chieftain helmet and causing monster to howl and scream in pain, clutching at his face. Taking advantage, Kopotee grabbed up the Gravity Hammer the beast had dropped to the ground, swung it high over his head, and brought it down, with overwhelming force, on his prey. The hammer smashed into him, the increased gravity instantly crushing his skull and almost all the other bones in its body. The beast flew away about 20 metres, screaming, but it was dead before it met the ground's rough embrace.

Fred was locked in a firefight with his Chieftain, as he was forced to dodge the rebounding grenade of the Brute Shot. They exploded all around him, turning sand to glass in mid-air. Fred fired his Assault Rifle, the bullet singing the Chieftain's energy shield but not breaking it. As the Chieftain ran out of ammo, he abandoned the huge grenade launcher for a Spiker and Mauler double up. He ran toward Fred, firing as he went with the Spiker to provide cover for when he would fire the Mauler. Fred jumped in the air to avoid the shots, pulling a large weapon off his back and pulling the trigger. The red light began flashing for what seemed like an eternity.

'_This is the longest three seconds of my life…'_ Fred thought, but then the blast of red laser energy burned into the Brute's chest, stopping him in tracks and making him fall back into the ground, the skin burned around his armour. Fred rested for a brief moment, and then he saw them in the distance. A group of Longsword bombers, surrounding a fleet of Pelican dropships.

"SPARTANS! SANGHEILI! SCATTER!" He screamed, and the beings in mentioned looked up and saw the danger. They all bolted to cover or out of safe range, throwing enemies onto the ground where they could. The enemies weren't so intelligent though, and could only roar, screech, scream and squeal in pain as the missiles fired from the Longsword bombers tore every facet of their existence from the earth.

The Pelicans landed, as did a small fleet of green-decorated Phantoms. The SPARTAN-III's boarded, but Fred-104 was ordered away to help on Onyx. "Onyx? We were trained there! We can help you!" They had said.

"Maybe another day I'll need help, but not today." He had told them, as their Pelicans closed their doors and flew away with their escorts. "Goodbye, Spartans of the future."

At that moment, the Covenant warship overhead began charging a Plasma Torpedo. They had spotted Kretowicz. Fred cursed himself. They had forgotten Kretowicz! "Pilot! Turn down there and we pick up that man!"

"No can do, Spartan. A Plasma Torpedo against a pelican dropship… He's got no chance." Froli said, after talking with the pilot.

"It's okay, Fred." Kretowicz said to SPARTAN-104 over the radio. "I'm dying in service to my race, to my homeworld. This is Richard Kretowicz of Reach, my final duty."

Kretowicz fired the Plasma Pistol at the detonator, the heat triggering the HAVOK nuke inside the Covenant ship. As blasts of orange and blue fire began circulating the downed ship's hull, Kretowicz looked up at the rapidly approaching Plasma Torpedo. He grinned, picked up his Sniper Rifle and pulled the safety release. "I think I've got one last fight in me." He growled, running forward a jumping off the rocky surface, and into the air where the plasma collided with him.

Immediately the downed ship exploded, the huge dome of a blast covering kilometres of the wasteland. Sand turned to glass and rocks were baked and melted as the blast swallowed the hovering, unshielded Covenant warship and detonated its engines. It blew up in a firestorm of debris and flame, concentrating hundreds of megatons of energy onto that wasteland. Nothing had any hope of surviving that… And that also went for the souls of the lost Sangheili and Spartans that had fought there. Perhaps someday they would remembered, honoured… But that day was a long way off.

Watching the scene as the plasma continued to circle the two mangled, destroyed Covenant warships, breaking them down inch for inch and swallowing them in flame, Fred-104 looked out over the barren wasteland one last time, and snapped a salute for those lost.

-Looking Out-

-FIN-

And that's the end! Thanks to everyone who read and reviewed, and expect more Halo Fanfiction from me in the future!


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